0001813316-20-000002.txt : 20200616
0001813316-20-000002.hdr.sgml : 20200616
20200616182148
ACCESSION NUMBER: 0001813316-20-000002
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200615
FILED AS OF DATE: 20200616
DATE AS OF CHANGE: 20200616
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BP Directors, LP
CENTRAL INDEX KEY: 0001813311
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39318
FILM NUMBER: 20967567
BUSINESS ADDRESS:
STREET 1: 1751 RIVER RUN, SUITE 400
CITY: FORT WORTH
STATE: TX
ZIP: 76107
BUSINESS PHONE: 817-381-5370
MAIL ADDRESS:
STREET 1: 1751 RIVER RUN, SUITE 400
CITY: FORT WORTH
STATE: TX
ZIP: 76107
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cavu Advisors, LLC
CENTRAL INDEX KEY: 0001813310
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39318
FILM NUMBER: 20967568
BUSINESS ADDRESS:
STREET 1: 1751 RIVER RUN, SUITE 400
CITY: FORT WORTH
STATE: TX
ZIP: 76107
BUSINESS PHONE: 817-381-5370
MAIL ADDRESS:
STREET 1: 1751 RIVER RUN, SUITE 400
CITY: FORT WORTH
STATE: TX
ZIP: 76107
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cavu Management, LP
CENTRAL INDEX KEY: 0001813270
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39318
FILM NUMBER: 20967569
BUSINESS ADDRESS:
STREET 1: 1751 RIVER RUN, SUITE 400
CITY: FORT WORTH
STATE: TX
ZIP: 76107
BUSINESS PHONE: 817-381-5370
MAIL ADDRESS:
STREET 1: 1751 RIVER RUN, SUITE 400
CITY: FORT WORTH
STATE: TX
ZIP: 76107
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kreis Leslie W.
CENTRAL INDEX KEY: 0001813316
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39318
FILM NUMBER: 20967570
MAIL ADDRESS:
STREET 1: 1920 MCKINNEY AVENUE, 7TH FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75201
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Lantern Pharma Inc.
CENTRAL INDEX KEY: 0001763950
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 463973463
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1920 MCKINNEY AVENUE
STREET 2: 7TH FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75201
BUSINESS PHONE: 972-277-1136
MAIL ADDRESS:
STREET 1: 1920 MCKINNEY AVENUE
STREET 2: 7TH FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75201
FORMER COMPANY:
FORMER CONFORMED NAME: Lantern Pharma
DATE OF NAME CHANGE: 20190108
4
1
primary_doc.xml
PRIMARY DOCUMENT
X0306
4
2020-06-15
0
0001763950
Lantern Pharma Inc.
LTRN
0001813316
Kreis Leslie W.
C/O LANTERN PHARMA INC.
1920 MCKINNEY AVENUE, 7TH FLOOR
DALLAS
TX
75201
1
0
1
0
0001813270
Cavu Management, LP
1751 RIVER RUN, SUITE 400
FORT WORTH
TX
76107
0
0
1
0
0001813310
Cavu Advisors, LLC
1751 RIVER RUN, SUITE 400
FORT WORTH
TX
76107
0
0
1
0
0001813311
BP Directors, LP
1751 RIVER RUN, SUITE 400
FORT WORTH
TX
76107
0
0
1
0
Common Stock
2020-06-15
4
C
0
503606
A
503606
I
By Bios Fund I, LP
Common Stock
2020-06-15
4
C
0
294557
A
294557
I
By Bios Fund I QP, LP
Common Stock
2020-06-15
4
C
0
139989
A
204723
I
By Bios Fund II, LP
Common Stock
2020-06-15
4
C
0
457282
A
668738
I
By Bios Fund II QP, LP
Common Stock
2020-06-15
4
C
0
61214
A
89522
I
By Bios Fund II NT, LP
Series A Preferred Stock
2020-06-15
4
C
0
289429
D
Common Stock
503606
0
I
By Bios Fund I, LP
Series A Preferred Stock
2020-06-15
4
C
0
169286
D
Common Stock
294557
0
I
By Bios Fund I QP, LP
Series A Preferred Stock
2020-06-15
4
C
0
80454
D
Common Stock
139989
0
I
By Bios Fund II, LP
Series A Preferred Stock
2020-06-15
4
C
0
262806
D
Common Stock
457282
0
I
By Bios Fund II QP, LP
Series A Preferred Stock
2020-06-15
4
C
0
35181
D
Common Stock
61214
0
I
By Bios Fund II NT, LP
Stock Options
15
2020-06-15
4
A
0
9135
0
A
2030-06-14
Common Stock
9135
9135
D
In connection with the Issuer's initial public offering ("IPO"), the Issuer effected a 1.74-for-1 stock split on its outstanding common stock, which became effective immediately prior to the closing of the Issuer's IPO ("Stock Split"). The share amounts reflect the Stock Split.
In connection with the Issuer's IPO, the 289,429 shares of the Issuer's Series A Preferred Stock held by Bios Fund I, LP ("Bios Fund I"), which had no expiration date, were automatically converted for no additional consideration into 503,606 shares of common stock immediately prior to the closing of the Issuer's IPO.
In connection with the Issuer's IPO, the 169,286 shares of the Issuer's Series A Preferred Stock held by Bios Fund I QP, LP ("Bios Fund I QP"), which had no expiration date, were automatically converted for no additional consideration into 294,557 shares of common stock immediately prior to the closing of the Issuer's IPO.
In connection with the Issuer's IPO, the 80,454 shares of the Issuer's Series A Preferred Stock held by Bios Fund II, LP ("Bios Fund II"), which had no expiration date, were automatically converted for no additional consideration into 139,989 shares of common stock immediately prior to the closing of the Issuer's IPO.
In connection with the Issuer's IPO, the 262,806 shares of the Issuer's Series A Preferred Stock held by Bios Fund II QP, LP ("Bios Fund II QP"), which had no expiration date, were automatically converted for no additional consideration into 457,282 shares of common stock immediately prior to the closing of the Issuer's IPO.
In connection with the Issuer's IPO, the 35,181 shares of the Issuer's Series A Preferred Stock held by Bios Fund II NT, LP ("Bios Fund II NT"), which had no expiration date, were automatically converted for no additional consideration into 61,214 shares of common stock immediately prior to the closing of the Issuer's IPO.
Bios Equity Partners, LP ("Bios Equity I") is the general partner of the following entities: Bios Fund I, Bios Fund I QP and BP Directors, LP ("Bios Directors"). Bios Equity Partners II, LP ("Bios Equity II") is the general partner of the following entities: Bios Fund II, Bios Fund II QP and Bios Fund II NT. Cavu Management, LP ("Cavu Management"), an entity managed and controlled by Mr. Kreis, is a general partner of Bios Equity I and Bios Equity II. Cavu Advisors LLC ("Cavu Advisors"), an entity that is managed and controlled by Mr. Kreis, is the general partner of Cavu Management.
Mr. Kreis, Cavu Management and Cavu Advisors each share voting and investment control with respect to the shares held by Bios Fund I, Bios Fund I QP, Bios Directors, Bios Fund II, Bios Fund II QP and Bios Fund II NT (collectively, the "Bios Equity Entities"). Because of the relationship between Mr. Kreis, Cavu Management, Cavu Advisors and the Bios Equity Entities, Mr. Kreis, Cavu Management and Cavu Advisors each may be deemed to beneficially own the shares held directly by the Bios Equity Entities.
Mr. Kreis was granted options to purchase 9,135 shares of the Issuer's common stock at the exercise price equal to the price per share sold in the Issuer's IPO. The options granted will vest in equal monthly increments over a 36 month period commencing upon the closing of the Issuer's IPO, which is the grant date of the options. Under the Amended and Restated 2018 Equity Incentive Plan, the options may not be exercised after the tenth anniversary of the grant date.
Pursuant to a pre-exiting agreement, Mr. Kreis is deemed to hold the reported option for the benefit of Bios Director. Bios Directors may be deemed the indirect beneficial owner of the option, and Bios Equity I, Cavu Management, Cavu Advisors and Mr. Kreis may each be deemed the indirect beneficial owner of the option through its or his indirect interest in Bios Directors.
For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.
This Form 4 is the first of two Forms 4 filed relating to the same event. The Form 4 has been split into two filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 reporting person. The second Form 4 will be filed by Aaron Glenn Louis Fletcher as the designated filer.
/s/ Leslie W. Kreis, Jr.
2020-06-16
Cavu Management, LP, By: Cavu Advisors, LLC, its general partner, By: /s/ Leslie W. Kreis, Jr, Manager
2020-06-16
Cavu Advisors, LLC, By: /s/ Leslie W. Kreis, Jr, Manager
2020-06-16
BP Directors, LP, By: Bios Equity Partners, LP, its general partner, By: Cavu Management, LP, its general partner, By: Cavu Advisors, LLC, its general partner, By: /s/ Leslie W. Kreis, Jr, Manager
2020-06-16